Static
by renegademechanic
Summary: When Wheatley becomes master of the facility, he discovers there's no way out - not even for Chell. But it may not be so much of a bad thing, after all. Sappy, mushy Chelley with NICE!evil/robot-Wheatley. INTIMATE and suggestive homely hurt/comfort... details inside...


Author's Note: yea, I'm still around...

This isn't something I'd recently written. I wrote this for a NaNoWriMo challenge November, 2013. God, that was a long time ago. But since then I've seen from the sidelines that Portal's kind of dead for smut. I never did get this one up to the quality level I wanted, but eh. I've lost interest and it's not super sh*tty. It's just not my best work, but that's okay, right? 8) wheeee!

Like I said, my interests have largely drifted away from Portal and writing. You won't see me around here much more, I'm afraid. I guess you can blame my sudden, spontaneous return largely on tumblr shenanigans tonight. What fun!

Anyway, this one's pretty mushy. Did I ever really ship Chelley this hard? I guess I did. This is AU word vomit, not-evil chassis Wheats, Chell... living alone in Aperture, and he discovers he's got this NASTY itch (ew, there's a cream for that, Wheatley. I'm sure this joke has been made about seventeen million times). Nothing kinky like I usually write. Just a bit of mention of nekkid body parts and some moaning on Wheatley's end. Shrug. The world needs more happy, pleased machines anyway.

Cheers from your fellow robotfricker. Machine lovin's 4 lyfe!

Enjoy!

~/~/~/~/~\\\~\\\~\\\~\\\~

He'd gotten her lift halfway to the surface when it had happened. It had been hovering just a _few _inches from the ceiling, tantalizingly close to escape. Wheatley had been struck with the sudden realization that something was very _wrong _with this situation_. _He could not simply eject himself out of this new body, despite the many ideas he'd voiced about how he'd try to disconnect himself, to launch himself from the chassis and join her. It just simply wasn't going to happen. There were too many codes and rules and barriers holding him in place, now, not that he had the physical facilities to try to tear himself away from it anyhow. It would have been impossible.

The revelation was a sharp, painful shock. There _was _no way out for him. It would be a one-way trip to the surface for her, and he'd be staying behind forever more.

Why did that feel so _wrong_?

He'd been here, trapped inside of Aperture, utterly alone for most of his miserable life. He'd watched the Laboratories decay, day by day, until finally he'd tried to escape. Now, he was here, and after everything, faced with the undeniable proof that he was _wrong._ There was no end. There was no way out for him. There was for _her, _sure—but not for him. _Never _for him.

The lift shuddered. He saw the woman inside's eyes widen as it halted, saw her knuckles whiten on the thin metal railing, lips open in surprise. Wheatley's top shutter drew down into a frown as he tried to force the lift to resume its way to the surface, resigned to the worst. Alone it was, then, for eternity, just as he should have known, only—

He'd _told _the lift to take her to the surface! He'd bloody _told _it to, even though he'd rather have had her stay! And yet, there the lift was, quite obviously, _not _doing what he'd said! Not even budging a bit.

He'd reassured her promptly that he'd figure out what the problem was and fix it. The woman gave him a disbelieving glare, one that sent an unpleasant jolt of unwarranted guilt throughout him, before her expression cleared to one that read, quite sarcastically, '_Well okay, then_'. She slid down the glass siding as he worked, tucking her knees up under her chin in a hug.

Wheatley tried and _tried _to get the lift back in service, but in the end, he'd found that She had disabled it in a way that he could not undo; he'd need a password, and he hadn't any hope of hacking around Hers. He informed the ex-test subject trapped in the elevator regretfully that no, today was not her lucky day, either—and lowered the lift. His body drooped close to the chamber floor in both disappointment and embarrassment._ Why had She been so clever as to think of that? Bloody password._

The lift doors opened with a sharp _ssssshrrrk _on the regretfully woeful face of the lady. A sharp pang resonated inside of him at the sight, and he wondered, _What now?_

~/~/~/~/~\\\~\\\~\\\~\\\~

Life inside of Aperture wasn't much more fun, being in charge, than it had been as a small core. He wasn't alone, but at the same time, she'd been quite distant—he didn't force her company, and let her explore the expansive reaches of the Laboratories as she pleased, so long as she was careful. She slept in a relaxation pod stowed away in an annex just off of the Central AI Chamber, ate the bland, Aperture-style, freeze-dried food he was able to prepare for her, and the odd time, when he presumed that she must have felt lonely, she'd crawl from the depths of the deactivated cryo-chamber she lived out of and sit, cross-legged, beneath him.

He liked that. He liked that a _lot, _because if there was one thing Wheatley could not bear, it was silence and being left utterly alone. He tried to hide from her exactly _how _much he enjoyed her company, and how much he missed her when she was gone, but somehow—whether it was because of his inability to keep anything secret, or because he had a shred of hope that maybe she wouldn't leave for the night—she'd got it out of him.

He'd spilled everything to her, except one thing. One terrible, ugly thing that he kept secret, eating away at him with each passing day. Sometimes, the feeling got so bad he didn't think that he would be able to stand much more of it, and worried about what would happen when he failed to keep that feeling in control. Would he hurt her? Would he _kill _her? He couldn't stand to think of it. It made him feel sick inside, so he only thought of it on the shadowiest nights, when he was stuck all alone, and she was asleep.

It was on one such evening—an evening when, admittedly, he'd been feeling more lonely and miserable and uncomfortable than even before—she'd appeared, as silent as a ghost, on the steps leading down to the room's base. His body retained tension as he lifted himself away from the floor and rearranged his face into a hopefully-welcoming expression. Something inside of him felt lighter at the sight of her—she had the ability to chase even the strongest feelings of hopelessness away. He presumed that ability was leftover from when she had proved herself to be the most resilient test subject he'd ever met.

"Oh!" He'd shouted out in surprise, at first. "Hey! Didn't see you there. You're so quiet. Almost sneaky… sneaking down into, ah, my lair, at the dead of night. When you are supposed to be sleeping, but clearly, you are not doing so. Why're you up, then? Why're you still, um, awake?"

She had on only her undershirt, and the pair of spandex shorts she normally must have worn beneath her jumpsuit pants. _Right, _he thought, _humans don't usually like to sleep in those testing jumpsuits, do they? No. Probably a bit uncomfortable, if I'm honest, what with them being built for testing, and not sleeping, yeah. _Her bare legs, arms, and face were paled by the bluish light radiating at her from above him. His voice had made her pause, statue-still, midway down the short staircase. Her eyes were two twin, tired sparkles in the gloom, her hair tousled with a half-undone ponytail.

Wheatley blinked slowly and rolled his optic excitedly before his gaze rested on her unmoving form. "No answer, that's all right!" he chuckled. "Why don't you just have a seat, then? Yes. Come on down here, and we'll… hm. Well, there's not much to do here, actually, but you can have a look as you please. Always nice to have a bit of company."

The smile was evident in his voice. His optic drifted off to the side awkwardly when she did not flinch.

"Okay," he tried again. "I have a small thing I was working on, before you walked in here. You can watch, if you want. Was just having a break, when I spotted you, there. And now—oh! Look at that, eh? Break time's over. Back to work."

It was as good an excuse as ever to break the rather uncomfortable, one-sided silence, an excuse Wheatley was personally very grateful for, as much as he did enjoy her company. He didn't exactly enjoy her company in the _usual _sense anyways, but was thankful to have someone to ramble to if he felt the urge, and was definitely happy to have someone to show off his new project to!

The pit beneath him suddenly split open, bathing his underside in bright red. He saw her flinch out of the corner of his eye—saw her sleepy face shift into the deadpan expression she commonly wore when she sensed danger, saw her arms lock up, stiff and stern—but then she relaxed, as the claw that extended from its depths bent away from her instead of toward her.

"No need to be worried!" he called in a placating voice, performing a twitchy sort of motion that was meant to simulate him looking over his 'shoulder'. "Just gotta bring this back over here, for you to see better, while I work on it. Not gonna hurt you. Going to put this nasty claw back away when I'm done with it, you know that."

It bent toward a dark, lumpy shape he'd stowed away on the other side of the chamber. He felt her eyes on the back of him, and momentarily wondered if maybe it wasn't the greatest idea to show her what he'd been working on. He'd actually… meant it as a sort of future surprise, if he was honest. It wasn't something _she _could really use, as an ex-test subject, but he thought maybe she'd have liked to admire his handiwork, just as he would have done for her.

_It's now or never, though, _he decided with a nod, and clamped the claw's hinges down on its box-like form.

The woman flinched again as he brought it over to her, the claw's mechanism emitting a sort of soft whirr as it bent toward her. Then, there was silence, followed by a muffled _plunk _as Wheatley released the claw, and dropped the box at her feet.

They both stared at it—Wheatley, with his panels arranged in an excited expression, and her, ever more deadpan.

"Well, go on!" he bumbled happily, his eye looping once before coming back to rest with a bounce. "Have a look at it! Pretty great, huh? Absolutely ingenious. Clever invention, if I do say so myself. Wonderful. Brilliant. Everything—all the 'good' words—all rolled into one, isn't it!"

Silence. The woman blinked in confusion, staring down at it.

"Oh… you don't… you don't like it, do you?" Wheatley wilted in disappointment, before his enthusiasm picked back up again. "Oh, wait, wait, wait! I haven't showed you what it _does, _yet, have I! Oh, yes, let me show you that, hold on, that's important…"

The claw returned. Wheatley's optic narrowed in concentration as he brought it down on _precisely _the correct spot on the cube and pinched, activating a small button there—the cube sprang to life, two twin 'heads' popping out at once, causing the woman to leap backwards in fright.

It made a chittering sound, its four spindly legs kicking out as it rested on its back, and he frowned and shook his core back and forth disapprovingly. "Now we'll have none of that in front of the lady," he instructed. It chittered again, kicked once, and then was silent. Only its twin red eyes moved, their pupils dilating and constricting repeatedly.

The woman had on a look of disgust. _That can't be right, _he thought to himself, _must be reading that wrong. There's no way she doesn't like it! _"All right, Tom," said Wheatley with authority, "How about you show her what you can do, eh? Here, I'll give you a hand."

The claw swung back crudely, and flipped Tom onto his spindly legs. Tom seemed to be caught in dazed surprise but quickly got over it, flicking his four legs out in twitchy hops that propelled him forward. He tumbled down the steps and Wheatley let out an amused chuckle, watching proudly as Tom nearly faceplanted but caught himself with his legs.

The woman's look of disgust changed into a vaguely amused grimace, and she sunk down on the steps, into a cross-legged sitting position. It was as though she was saying, '_okay, so you have my attention_'.

"Yes, well anyways," continued Wheatley, 'shrugging' off Tom's accident. "He's not _too _smart, but he's smart enough. Here, watch this!" Wheatley watched as a distant panel was retracted through the floor and something else took its place. He nodded once in satisfaction and then turned back to the woman and the cube, and nodded some more. "Go on, then!" He coaxed enthusiastically. "Have a jump on that, just there. It's good fun! You won't regret it, I promise, I promise."

The woman was watching him with that same look of barely surprised amusement, but he didn't care, just now. She could have a laugh if she wanted, in a minute she'd see just how brilliant his invention was!

Tom crawled his way, slowly but surely, toward the panel, which turned out to be an aerial faith plate. The moment his little cube body's weight hit the catapult, it released with a _SNAP _and flung poor Tom across the room, where he smashed against a wall panel with a _smack. _The wall panel shook in annoyance before locking back into place and Tom chittered dazedly, eye apertures flaring, trying to refocus.

"Brilliant!" cheered Whealtey, but the woman just blinked, her expression unreadable. "That's _brilliant! _Oh, what fun, let's do that again! Back to the start then, mate, go on…"

He laughed deeply before resetting the catapult and using the claw to sweep Tom back into the main part of the chamber. He watched Tom's progress closely, optic following right behind him. He hit the trap and was shot backward again, chittering helplessly. Wheatley's optic extended, spinning about as he giggled. "Amazing," he choked. "Well done, yeah, very good. That was just for practice, of course, but still good, all the same. Good to know you can hear me. And good to know you'll do as I say. Yes, very important, that you do that!"

When his giggles fully subsided, he turned away from Tom and back to the lady, who was watching him with a calculating sort of look on her face. All traces of amusement dropped from Wheatley and were replaced by confusion instead. "What?" he asked sharply.

Her shoulders heaved and her nose flared as she let out a single huff. Her eyes darted to him before she looked toward Tom, a crease between her eyebrows. It wasn't until she looked back at him that Wheatley had a feeling he knew what she might have been wondering.

This newfound ability to semi-correctly read her expressions was due to, he supposed, the sheer amount of time they'd spent together as of late. He'd never been able to read any _other _human's expressions so well, but then again he'd always made a point to avoid them, in the past. This lady, though… not only were her expressions subtle and slight, but they were fun to try to figure out—it almost became like a game to them. She would have something in mind she wanted to communicate, such as an '_I'm hungry, Wheatley' _or '_I would like some water'_ and he would have to try to figure out what she was thinking.

This one, however, this expression—it was _not _one that they'd included within their little 'game'. It wasn't one he could remember her using before, save for when he'd asked her to turn around so that he could have a hack at a port or two, while they had been fleeing through the facility. It was—unless he was sorely mistaken—a wondering, thoughtful expression, as if the lady was asking him, '_why did you make these?_'

He wasn't sure if he liked that or not. He didn't know how to convey to her the real reason why he'd built Tom—there was, of course, the excuse of boredom and loneliness, but there was that deep, secret reason he was so afraid of her knowing the truth about.

_Won't have to tell her about that, _he thought with a sharp nod. _Just have to tell her that I'd like to try a spot of testing. Out of sheer boredom, nothing more or less. Easy. Not challenging in the slightest. _

_But that's not the truth, _another part of him complained.

_So what if it's not? _So what if he didn't feel like telling the woman the truth? She wasn't his master. He didn't _have _to tell her the truth about it…

"I- W-well, I…" he started, stuttering as his optic shrank and drifted uneasily to the side. "I- you see, while you _have_ to sleep at night, I, er- don't. You probably already knew that, ah-um," he laughed nervously under her scrutinizing stare. "Yes. Right, well… I thought maybe… maybe it'd be nice to have a friend, yeah? Someone to talk to, late at night. Someone… a friend who could maybe also solve a couple of- of _simpletestswhileyou'resleeping_. Won't hurt to try that, will it? No. Just a few. A few easy ones. You know the drill. Few easy, um, _tests. _Nothing dangerous. Nothing deadly. Absolutely simple, just abuttonandaswitch and-and-and _you'dbeasleepanyhow _and—ahhhh_hhhh_…!"

The lady had leapt to her feet abruptly, and was striding toward him, a dangerous glint in her eye. He cowered in the chassis, retracting himself back into the roof as far as he could. Too bad he was still within her reach…

"Okay, okay, _okay, _let's not overreact, okay?" His voice was comically high-pitched with panic. "Let's take a step back, yeah? Just- just calm _down, _it's not like I said something absolutely horrible, is it? I only said _testing_! There, I said it again. Testing. Only wanted to hint that it might be nice to, ah, fend off the boredom—"

The look on her face said, quite plainly, that there wasn't a hope in _hell _she was going to stand by and let him test while she slept.

"Oh, just a bit of _testing_," he absolutely whined, his body squirming with discomfort under her glare, "_Please?_"

Her response was a series of gestures—it was that 'game' again, Wheatley knew, and even worse, he knew _exactly _what she was saying.

"_No?_" he squeaked, "_No? _As in, _no, _I'm not allowed?"

She shook her head.

"_Auuuugh!_" He span around, his panels flaring and trembling with his growl as he fully retracted into the ceiling. "But! But- but you don't _understand _this is something I _have _to do it isn't like- it isn't like, you know, _voluntary, _I'm—well, it's a little bit complicated, but I- I…" he rotated around to face her bravely with a desperate expression, "I _need _to!" he whined.

The woman folded her arms against her chest, her lips forming a thin line as her foot tapped against the chamber floor in annoyance. Wheatley knew—as per the expression game—that _this _pose meant something along the lines of, '_Wheatley, tell me what's wrong_'.

He collapsed under her stare, chassis relaxing back down to her level. "Okay, okay, okay, _fine,_" he shook his core back and forth before simulating a sigh. "I'll tell you. But don't say I did not warn you. I _have _to test… I have this- this—_itch_, for it."

The lady's eyebrows rose, almost disappearing into her hairline.

"I know! It's crazy, right?" he exclaimed, optic popping out of his sphere. "But I can't bloody well get it off my mind! I- I just—_I've gotta do it. _I've _got _to try it. I feel like it's going to be perfect, when I do. It's _exactly _what I need. I can't explain it any better than that. It'll be perfect, to finally _solve _one… see, that's why I've made Tom, here! He can solve it for me. Yes. Keep you safe, that way. Nice and safe and, um… not testing." He blinked once, deep in thought again. "Although luv, if you _did _want to test for me… I will say, I would be absolutely, one-hundred-percent _flattered. _Honestly. That would be _great…_"

She shook her head, expression reading clearly, '_No, Whealtey. No testing_'.

"B-but I… I _have_ to—!" His optic shrunk to a pinprick and his plates flared out, making him look crazy before he regained control of himself. He drooped visibly under her stern glare. "Oh, dear…" he sighed and shook his core in self-disappointment.

He blinked slowly and turned away from the lady's expression in embarrassment. This was _exactly _what he had wanted to avoid, him making a fool of himself, like this—she was mad, he could see it on her face.

It was this _itch—_that was what was responsible for it! God, how he _hated _the itch. He couldn't even _talk _about testing without feeling it eat away at him, causing the desire to test to spike to the point where he almost felt like forcing _her _to suit up and plopping her unceremoniously down into a test chamber, but he _couldn't _do that to her. Not after all they'd been through.

Not after all she'd done for him. She wasn't just a test subject to him anymore—sometime during their journeys, Wheatley had started to think of her as his companion, and felt a draw toward her that he'd never felt toward another human. She was his, his best friend, the only one who had stuck by his side—and now, whatever semblance of a relationship he'd managed to forge between them was in danger of being shattered by this blasted _itch_!

Wheatley froze, hearing a quiet sound like tapping coming from behind. Before he'd had time to spin himself back around to face her, he felt her hand make contact with the portion of white plating just below his chassis' hinge. His small optic dilated automatically at her touch—those _hands, _so smooth, yet calloused in all the right places, brushed him lightly—and he made a small sound of contentment.

"I'm sorry." His voice was much quieter than usual, but he could tell that she heard it, judging by the way her fingers squeezed briefly. Finally, Wheatley relaxed under her touches, plates moving in a breathing motion as his lower eye plate rose in a small smile. "Thanks, luv," he turned back toward her to see her pale blue eyes shining at him through the darkness.

She nodded, and then resumed contact by brushing her left fingers against the right portion of his casing. _Bloody amazing, that, _thought Wheatley as he gazed her as sleepily as a robot could, _who'd have thought that human touches could be so _nice…

The woman was gentle with him, each brush of her fingertips helping sooth the itch burning away inside. Simultaneously, it felt like they brought out a new feeling, just as fiery, just as _prominent, _a different craving of sorts—one for her to continue what she was doing. One for her touches, her comfort, her presence.

Her face glowed, blue-green instead of the usual grey-smeared-brown, under the lights of his panel eyes. He'd lifted them, craned them forward as if it was not only him who was starving for comfort and relief from the itch, but the facility as well. The pattern of bright-blue-azure-green shone down onto her like many unblinking stars.

"You know," he mumbled quietly, and he felt her twitch in surprise. He'd been quiet for so long that perhaps she had drifted halfway asleep. "I think this is helping," he grinned at her encouragingly. "This, erm… touching me, and all. Like this. It's kind of nice, isn't it? Very, er… what's the word, you humans use it…"

Her chin lifted higher, pulling her face from shadow into the light. A smile was plain for him to see. She nodded calmly and stepped forward, sliding her hands further around him and pulling his core down, toward her chest.

"Urk—" he called out in surprise. "What're you—? Oh, this… this isn't half-bad either, if I'm honest. You are quite lovely. Very… mmm, very _warm._"

As soon as he'd said it, though—as soon as he'd let his optic drift closed in comfort—she broke away from him, a curious expression on her face.

"Why've you stopped…?" He tilted, confused and a little upset, and his top shutter dropped as he saw her expression. _Well. _That sort of a look wasn't one they'd practiced—definitely not a part of their little game—but if he'd had to take a stab in the dark, he might have said that it was a questioning, challenging sort of look. "Luv?" he inquired softly, "What's that look for? Have I done something wrong?"

Off in the distance, Tom chittered quietly. He drew her eyes away from him for only a moment before she looked back, shaking her head. Her eyes blazed bright blue, somehow more _alive _than he'd remembered.

She stepped closer. Wheatley was the first to break eye contact, gazing toward the chamber floor with a nervous twitch of his casing. He wasn't used to this, her acting so _weird_—not only was she normally asleep at this time of night, but she'd almost _never _come up to his chassis like this.

He felt her touch him again and jumped a little in surprise. She twitched, too, but resumed the light touches of fingertips, tracing the raised bit of his casing surrounding the hole in his right side.

It was when he looked back at her, and her crystal, shimmering eyes when it happened. He'd realized immediately that they weren't glowing brighter of their own accord, but the extra reflection of light seemed to be caused by the excess moisture pooling around them.

"I…"

He didn't know what to say. He didn't know what to _do! _He'd never seen her like this, he'd never seen _anybody _like this—crying! That was the word for it. She was _crying, _standing in front of him, tracing the outsides of his casing all the while.

She pulled him back into her arms so suddenly he felt his connection to the chassis strain a little under her forceful grip. "I- it's all right, luv," he purred, casings jammed into the crux of her neck, "It'll be all right. I promise. I- is this about the testing? I promise I won't test, not if you feel so… so… I didn't mean to make you upset. Honestly, I didn't—"

He felt her shift then, to press an oddly warm, soft portion of her face to the side of his casing. _Her lips, _he realized with a jolt that caused him to visibly flinch. She held them there for a moment before pulling away, fixing him with a strangely expectant stare.

"Did you just—?"

She nodded.

Wheatley's optic burned bright blue and he grinned sheepishly again. "I—_well_. Thank you, I… not sure exactly why you just did that, but I do appreciate it, nonetheless. It was sort of nice, yeah? Kind of… uhh, kind of… what is that, what you doing, now?"

Her hands slid slowly down from behind his core to tug at the front of his chest plate. Her lips cracked into a wide smile then, showing off the uneven teeth behind. Taking a guess that her soft tugs meant to show that she thought she'd got him where he couldn't get away, he decided to play along and smiled back automatically, stuttering and fumbling for words. "I, yes. Yes. Well then, you've got me, now, haven't you? Got me in your deathly grip, can't get away from you at all. Not even if I was willing to try. Well done," he added cheekily. "Is that what this game is all about, then? You wanted to trap me. Heh. Congratulations, luv, you win!"

He nuzzled into her neck, then—it was an action he would not have normally done, but as she was being so… so _clingy, _it seemed fitting.

She placed another kiss on the side of his core in response, earning a jerky chuckle from him as his optic drifted off to the side. Her hands began to massage his chest plate, fingertips tracing little circles as her eyebrows furrowed with focus.

It was oddly _nice, _Wheatley decided, sighing softly as his massive chassis relaxed with him. The sensation was odd, foreign but somehow _right—_his optic plate moved out, stretching, shields drifting blissfully closed before her carefully massaging fingertips dug in and scratched lightly.

He shivered in response, optic flying back open. He was greeted with the sight of her face—an almost gleeful grin and pinkish cheeks. Wheatley wondered for a second why she appeared flush before her scratching fingertips caught his attention again. "Are you _scratching _me, luv? Is that what you're doing? But why on earth—?"

She nodded, and placed a single finger to her lips. _Shhh. _

Her mouth then opened wide, dry lips cracking, throat working as she tried to speak. Wheatley watched, dumbstruck.

"Wai-wai-wai-wait, do you mean to tell me that you can actually _speak_? Like, _words _and such? After all this time, and you never said anything—"

"F-f…"

The small sound silenced him. Both him and the Central Chamber went completely still. It was as if all of Aperture was holding its breath.

"F-fi… fi…x.."

"What's that, luv?"

"Fix… you. Fix you."

_Scratch. Scratch._

"Oh! Oh I know this one!" he gasped triumphantly, optic nodding in a self-congratulatory fashion. "Yes, yes, I've got it, I've got it! Fix… me? Yes, of course, you mean you want to help me scratch this itch I've been feeling!"

She smiled then, and Wheatley laughed ecstatically. "All right! Sure thing, luv, lemme just get a test ready, then… start with a nice easy one, just for you, even though you are probably capable of a lot _harder _ones, oo, I would love to watch that…" his top shield rose and fell once in an imitation of an eyebrow waggle.

Her response was immediate and fierce—her encouraging smile disappeared at once into an angry glare and she _yanked _the front portion of his chest plate down, causing his optic to bounce in surprise as he let out a sound of surprise. "_Gah!_ Okay, okay, still no testing, yes, I get it. What, then, did you have in mind to help me fix," his optic refocused on her, "this _itch?_"

Her only response was a smile.

It sent Wheatley's mind churning. What if she _could _fix it, without testing? It had been bothering him for _so _long, ever since he'd first been plugged into the chassis, and already it was a bit of a relief to admit it to her instead of trying to hide it. He'd done it, he'd said it, admitted that he really, _really _wanted to test, and she didn't absolutely hate him for it! She was still with him, _and _offering to fix it.

"All right," he hummed with a playful scoff. "All right. You can have your way with me. Just… er, one thing, first? It won't _hurt_, will it? I, um."

Her eyebrow raised almost comically.

"Hey!" he called out at her expression, sounding almost upset. "It did hurt, quite a bit at that, to put me in this body! I'm not afraid for nothing, you know!"

She patted his casing in a comforting fashion again before she moved down lower, tracing the grooves of his chassis. His optic drifted lazily closed once more. "Yeah…" he hummed absently, "Yeah. Definitely… hm. Definitely wouldn't want that to _hurt. _This is… is good, so far so good, though…"

It was amazing, he thought dimly, how he could feel every single one of her touches against the smooth black surfaces of his body. The white plates were particularly sensitive, he noted as she slipped her way down, earning a happy, contented chuckle from him. "Mmmm," he purred as she worked, alternating between swirling motions with her fingertips and a gentler, almost ticklish scratch. "Mmm, yes."

It almost made the itch peak, when she scratched at him, instead of easing it away. Why, he couldn't imagine, and he opened his optic just a crack to gaze at her, faceplate tilted, to ask her, "Hey, luv. What you're doing there—_very _nice, if I'm honest, don't really want you to stop… _ah, _yes, don't want that… want you to please- please continue, but… the, um, the itch, it… it's, hrmm." but before he'd got the rest of the words out he was very conscious of how just _looking _at her made the itch seem to flare up inside of him. The fans inset into his sides quickened their buzz, churning out a gentle hum. "Actually… actually… on second thought, never mind. You—_hmm_—you know exactly what you're doing."

He could feel what was almost like a bit of a blush starting, brought forth from her wandering fingertips. Just a tingly little blush, more electric than anything else, a trace of static… _aaaaaaaand, _yes, there it was, he'd been right. There was a little _pop, _and the barest hint of a spark jumped between them.

She jumped backward with fright, but her expression cleared as he chuckled and turned to her, eyelids heavy. "It's fine, luv," he purred, "Go ahead. Continue…"

Smiling faintly in reply, she moved away from the front of him to his side. He tried to follow her, spinning around slowly to keep her in his sight, but she placed a gentle hand to his side as if to say '_stay still_'.

"Okay." His plating twitched a bit with impatience mingled with nervousness and excitement. He felt her fingers trace the side of him, tickling softly as she went, before she reached up onto his back and began to pull at something.

His optic opened a fraction wider. "Ooo… heh. You—_heh heh—_you starting, then?"

_CLICK! _

"Waaaaargh!" He flailed at the unexpected sound and the sensation of something on his back unlatching, like a hinge. He nearly knocked her over by mistake before her hand pressed against his side to steady him. "Wh—what was that?" he asked in a high voice. "W-was that a… is that supposed to do that, d'you know? I've never—"

There was no verbal answer—of course there wasn't—but there was the sensation of her palm gripping the back portion of the ridge on his back closest to her. She silenced him and pulled him downward, as if trying to lift herself onto his back before she stepped away, fixing him with another intense stare.

The blush had receded somewhat from her face, he noted, to be replaced with a look of sheer determination instead. '_I can't see_', her expression read. '_I need to be able to see to fix you…_'

"Erm, yes," he coughed, feeling a little shy for reasons he could not place, as well as increasingly uncomfortable. Somehow, the sensation of her touching him seemed to make him want to test her _more. _He twitched his plates a little, his optic ring rotating a little as he considered how he was going to lift her up to better see onto his back.

_Panels…_

The panels around the room had resumed their downward gaze, as though sleeping. In the corner, Tom rested on one, chittering away. At Wheatley's command, one of the panel arms lurched forward and lifted, scooping Tom through the dark opening.

_Don't want him to witness this, if I'm honest, _he thought before speaking to the woman still standing by his site. "Come closer… I've got an idea. Hold onto me…"

She did so with her right hand, and smoothly, the panel beneath her feet rose until she was able to properly see. She knocked her fist lightly, three times against his side with her free hand, signalling she was ready.

"Did that work?" he asked in excitement, optic craning around in his shell to try to see her without moving his chassis too much. "Did I get it? Can you see everything, there?"

_Tap. Tap._

"Good, good." Wheatley's eye pulled up into a nervous smile. "All right, so if you could just… just warn me, before we start for real, so that I can prepare, that would be great. Just give a few more knocks, or something, or stomp, I—_gaaah!_"

He was greeted with the sensation of the thing that had gone _click _earlier sliding back and out, doubtlessly exposing the inner workings of the bottom half of his body. He made to squirm away from her fingers but, halfway through, remembered that if he did so, he'd probably only succeed in knocking her off of the panel so he stopped.

Seeking to calm himself he began to babble, optic flicking around nervously as he spoke. He still couldn't see a thing she was doing.

"Yeah, so that wasn't much warning, if I'm honest, but it's all right. It's okay. No need to feel bad, it's all fine, no harm done. But—in the future—it _would _be nice, if you could warn me first, before you do something like that. Because—_heh_—I'm, ah, not exactly _used _to being touched, you might say. It's a bit different. Really different. Not that you shouldn't do it! _Please _do it. It _is _quite nice. It _is _quite nice. When I can see, um, what exactly it is that you are doing. Love that, yes, love being able to see you—you are quite dashing, in that…er, what would you call that, now? Undergarmets? Yes. Look very nice, in your, um, underwear."

He was rambling out of nervousness, but he could almost picture the expression that would accompany the short puff of air that she released from her nose. He couldn't see it, of course, but he knew the sound, and he knew that it almost always accompanied a half-concealed snort of laughter.

"Ooo, you having a laugh, up there?" he asked, top shutter dropping down again, teasing. "Can't hide anything from old Wheatley."

Another puff, just as he felt her fingers make the first prods and pokes inside of him.

"Ahh—"

He'd called out in surprise, more than anything. The feeling of having her little fingers _inside _of him was so absolutely foreign that he didn't know what to make of it, at first—oddly tickly, it didn't seem to be helping the situation with the itch much, if he had to tell the truth. Instead, he felt the urge to squirm out of her grip, but somehow managed to keep still, plates clamping shut in determination.

"That's—wow." His voice sounded oddly high, almost strained. "Did you know—you're not going to bloody _believe _this—I can actually _feel _you, inside there. It's—_ahh_—a little bit… it's… hmm. That's…" She paused, waiting for him to finish his thought, but instead Wheatley's voice dissipated into silence before he spoke again. "Hold on a minute," he instructed, plates re-opening as a thought seized him. "I've got an idea!"

It only a took a second—he felt her hands pause and retract just before he'd summoned two of the screens he'd planned on using in the testing chambers. Truthfully, he could have used the little red-eyed cameras that were already installed around the facility, but it just felt wrong to copy _Her. _Anyway, he _wanted _to display his face! It was a nice face, and it was _his _facility now. Wheatley Laboratories. He could do what he liked, what he said went, and he said he wanted to use the giant screens!

He linked them together quickly with only a little fumbling, and soon a crystal-clear image of her face was displayed through the lines of static in front of him. Simultaneously, a screen perched just overtop her work area, over his back, flickered to life displaying a near-perfect image of him. It caused her face to glow bright bluish purple as a blushed formed on her cheeks again. She couldn't hold back a shy giggle at the sight of him.

"Hello!" he greeted her cheerfully, grinning back. "_There _we go. Now you can see me, and I can see you! Brilliant, yeah? I can watch you work, and not have to worry about any little _surprises._"

He saw her fight with herself to drop all trace of expression, but the blush did not recede from her face as her hand dipped toward the opening again. His body tensed in anticipation of her touch, rising a few inches as his optic narrowed almost fearfully. Her fingers trembled and she swallowed hard, crystal eyes flickering up once toward his face, the observant strip of blue, before dipping back down onto his back and the exposed port.

Wheatley's eye followed her hand. Where there had once been a smooth, black panel, she had unclipped the mechanism that held it in place and folded it neatly up to rest just against his hinge, exposing the dark space within. It was a bit weird, he had to admit, seeing himself like this, but he didn't mind it as much as he would previously have thought—_and, hey! _He thought with a jolt, _she does look rather dashing in blue. _Indeed, the light from his eye was more than enough for her to see by.

He could have sworn he saw a flicker of amusement tighten her lips momentarily before her fingertip began lining the outside of the opened hatch. She followed the seam of it carefully, tracing, and as much as he'd _liked _to deny it, the feeling was oddly distracting. He found he _couldn't _stop watching, even if he'd wanted to—it wasn't even a _test _and she had him spellbound!

It wasn't the first time he'd felt this way watching her, though. There had been the odd time, in the past—the first time he'd witnessed her wearing something like what she was wearing now, being minus the jumpsuit; the first time she'd snuck up on him when he'd been trying his best to _not _think about testing to fight the itch, the list went on and on. Sometimes, it just took a smile from her, or one of her rather fetching looks of pure concentration, and he felt some part deep down really _did _want to lock her up inside of a test chamber and see what she could do.

He knew he couldn't, though. He knew he couldn't do it without losing her allegiance completely, and if there was one thing the two of them did _not _need, it was a full-fledged war between them while they were already stuck within the facility indefinitely—that would mean that one (or both of them), would not make it out alive.

So he fought that part of him that wanted to watch her test as hard as he could. He tried not to stare at her too long or too closely, and prayed that she wouldn't notice the change within him from the little core who once stared so shamelessly at her. He tried not to think about what it would be like to, not only be _allowed _to, but be _in charge _of watching her and monitoring her as closely as only test protocol would allow. He tried to forget, but with her so close, and with these screens—he found himself staring closer than he had stared in a good long while.

Her tracing fingers paused then, and slipped inside.

Wheatley couldn't stop the trembles it sent through him. The feeling of her fingertips tapping lightly against bunches of wires sent little shocks through him of something like electricity; and before he'd known it he'd let out a small sound of distant surprise. "Oh, that's… yes, go on, go on, now..." he coaxed her to continue.

His pupil was flicking between her busy hands and her face, watching for any sign of distaste or worry. Instead, he was rewarded with a deeper blush and another small smile, and he chuckled heavily in reply.

"Like that, do you?" his faceplate nodded at her from the monitor. "Like that, me talking to you, like this? Yes… a little more relaxing, sort of nice, isn't it? It's just you and I, luv, now take your time…"

His stare became somewhat stern as he focused. He wasn't quite sure what he was waiting for, or what would happen when she finished—he only knew that the itch was strengthening still. His casings began to twitch a little in agitation, as if to release some of the odd energy that was filling him, since he wasn't exactly in a position to move around a bunch.

Her hand moved fully in then, and her fist wrapped gently around a bunch of wires.

"_Oh…_"

Wheatley couldn't hold back the dazed sound—he felt more surprised than anything else, but there was an odd tingle branching out from that spot's contact with her skin. It was like her skin itself was feeding him a tiny pulse of static with each little movement, each brush—not to mention the pure _warmth _of her hand. He let his optic slide into a brief smile and then close to a slit as made a small, pleased hum. "Mmmmm…." He led into a chuckle. "Heh, heh…"

Her bottom lip disappeared behind her teeth and she sucked it as she worked, eyelashes fluttering in concentration. Her calloused palm released the bunch of wires, and instead, her soft fingertips traced them up to their source, wrist-deep inside him.

His optic flickered back and forth between her hand and her face, casings flaring a little in nervous agitation. "That's, uh. That's quite, um. Far inside there, luv, are you sure you want to—?" It wasn't that Wheatley wanted her to stop, because so far, he'd found the process to be surprisingly _pleasant, _of all things—but he was afraid to see her bare hand pressed so deeply into the mat of wires and switches that made up his insides. What if she got hurt? He didn't want her to get hurt. Especially not right now, not when her touch was sending the strangest tingles along the delicate little sensors that lined the insides of all of him.

Her only response was to smile shyly as another hand joined the first, massaging a little as it made to move the mat of wires out of the way to better expose the switches. "That's—_ah, _um—" his voice had gone almost high pitched as he tried to squirm again. The panel beneath her feet trembled once before stabilizing. Her reflexes were perfect, moving to stabilize herself immediately before she relaxed. "Uh, sorry, mate," he mumbled, voice still high, his wide optic watching her fingers disappear into the hole again. "That's—_ohh_—that's fine. I'm fine. Just perfect, luv. Carry- carry on."

He felt her fingers twist, gently pulling more wires aside. His simulated breathing quickened, and he felt her lean over him, the loose strands from her pony falling on the outside of his casing, only adding to the curious sensations of being touched in ways no one had ever touched him before.

God, it was so hard to keep still.

She dug her nails in, then, confident that she wasn't hurting him. He felt a static charge that had nothing to do with the mainframe and everything to do with the fingers inside of him, rubbing the wires, causing uneven arcs of static to leap between them.

"Oh, that's it," he told her, panting heavily before he recovered and resumed his stern, rather intense stare. She looked _wonderful _like that, the pleasant blush he'd noticed earlier now spreading down her neck to her chest. The space between the hollow of her neck and the top of her undershirt was glinting bright blue back at him, sort of moist-looking, somehow—he wasn't sure _why _she should be moist, but he enjoyed it all the same. Lower still were the soft-looking lumps of her breasts (he wasn't used to looking there, really. He wiggled a bit as he stared, optic plate craning to see down her shirt, top shutter heavy again). Near the centers of each bump he could see a bit that stuck out further, one for each—little tips, they looked like, he noted with curiosity, completely distracted from the fingers searching inside until she leaned forward low over his body, looking closely at something.

Her undershirt was notably looser than her Aperture tank must have been, for the ice-blue fabric dipped low, revealing the tight-clinging sports bra beneath. "Oo," Wheatley made a noise of pleased surprise, craning his optic even further until it covered almost the whole screen. "Look at that…"

Her neck snapped up toward him immediately. He saw her pupils constrict rapidly in the bright glow from his eye and she grimaced in pain. "Oh, sorry!" he exclaimed, drawing back, further away from the screen, shaking his core in apology. "Didn't mean to startle you, was just having an, um, look. At you. Bloody well slaving away on me, aren't you! Very clever girl. Very _clever. _Was just admiring the way you look. In that nightshirt. Yes. Wonderfully, um… loose. Annnndd—blue! Great color, if I'm honest. Sure does look good on you—or, o-or… not…"

While he'd been speaking, she'd withdrawn her hands and began to tug at her shirt. He nodded, _yes, that shirt, _but before he'd even had time to finish his sentence about how wonderful she looked in blue, she'd began to hike it up to expose the hem of her pants a-and her… nice little belly… complete with belly-button…

He saw her eyes flash at him, wonderfully challenging and rebellious and completely satisfied with the look of sheer astonishment on his face as she worked her tank top up over her breasts and off.

"I—well," gasped Wheatley. She blinked twice, a smile tugging at her lips before she refocused on the task at hand. "Urk—oh, you're—okay, I—yes. Yes, you're… you're sort of close to being done, aren't you?"

He saw her head bob in a curt nod as she focused. Her fingers wound their way around to the center of it all, and he tried to relax despite how tense the itch was making him feel. "Can't get away from it, luv," he purred, moving almost as if he were pretending the screen was her, nearly nuzzling it. "You're still all covered in my color, because of this screen, right here… and, as I've already said, it is a _great _look for you…"

His optic moved in an imitation of an eyebrow waggle before he groaned lowly, feeling her fingers brush past the part of him that felt the itchiest yet. "Right there," he instructed, whining. "That's where it is, the itch, that's gotta be it…"

Her fingertips traced in a circular motion around some sort of button, in not quite a scratch but a tickle.

"You're almost there, love," he panted, trying to keep still as she worked but it was so _hard. _"Oh, god, I can feel it, the itch, you've almost got it…"

And in the monitor, he saw her flush even deeper at the sound of his rapidly quickening pants, a shimmery line of sweat starting to bead on her hairline. Was it just him, or was her beautifully exposed chest hidden only by her sports bra rising and falling markedly faster?

He couldn't concentrate, he wanted so badly to press into her, to slam her hand deep into that spot and hold it there, hard, but he kept achingly still, for her, so that she could finish—

"Come on, ohh," he outright moaned as his voice dropped an octave, letting his eye plates close to a slit of enjoyment as it looped inside his casing, "Oh, you _tease_. I'm so _bloody _itchy, you have _no _idea how this feels, luv…"

But through all of the staticy, pleasing tingles that resonated from her exploring fingers, it was her face he loved to watch so much—her eyes, so focused, flicked back and forth between his own body and her working hands, now just over wrist-deep inside him. He watched her breath, her lips, half-open, and when he spoke he watched her lips pull into a smile. It was making the feeling inside of him peak, the warmth, the sensitivity, everything… his fans were buzzing loudly, he felt _stifling _inside… any minute now, he was going to lose it…

"Right there," he directed sternly, voice still semi-ragged, "Can you feel that? That-that heat? Oh, that's where it_ is_, luv, it's right _there_…"

Seeming to forget to watch what her hands were doing she stared straight up at him, into his eye. Her hands kept moving but she chose to watch his squirming instead. Suddenly, she leaned in, the tops of her breasts resting on the ridge of his chassis and she _scratched _the inside of him in the most tantalizingly gentle way he could have imagined. Little stars burst in front of his optic. He leaned in, not bothering to hold back the groan he made as his eye closed to a slit, nor the whole body trembles—_almost _there, but not quite—and in reply her free hand slammed down on his back and he could almost hear her voice in his head saying forcefully, '_Don't. Move_'.

She fixed him with a serious stare, focused even through her blush. "O-okay," he squeaked through the haze, casings fidgeting a little, anxious for her to continue.

And when she did, she did something she hadn't done before, and all he could think was_ 'ohgod,I've no idea what it is, but it's bloody tremendous'_, and it took everything he had not to squirm too much—

There was a bit of sudden relief, just a little shock of it. He felt the jump of static send a quivering pulse of feedback through him, in small pleasurable waves. It was so distracting that, briefly, he did not even realize that she'd pulled her hand away.

"Did I shock you?" he began to ask, barely able to keep his top shutter open. "Are you okay—?"

But before he'd even finished asking the question, her hand was plunging back inside of him again. She lined the edges, teasing, and he broke down again instantly, now even itchier because the memory of the spike of pleasure he'd just received was so fresh.

"God, you really…" his voice was deep and full of desire. "You- you're really quite- ahh… oh. Oh, that's… oh, _bloody_—"

She looks so beautiful. All of her is blushing tinged blue and her breasts—the tips standing straight out, he can't look away. Her fingertips kept brushing, and he couldn't keep quiet, the itch felt like static, building up, clouding his brain.

He felt as though he could _almost _feel the end looming, through it, the solution. Just the thought of a _solution _had him trembling again, every mechanical joint so tense he felt like his own body was out of his control.

And through it, she stopped. Some of the haziness receded, just enough that he could refocus on her through the monitor, her face, her pretty eyes… the way her muscles flexed as she pulled at her sports bra, exposing the soft flesh underneath.

He was so distracted that he didn't see it coming. If he was honest with himself, he'd been on the edge for so long that it really felt like there _wasn't _a solution at this point and that what she was doing was bound to not work at all, and he'd be stuck like this, hovering on the bloody edge _forever. _But just then, his attention shifted from the sensations she was giving him, to the look of her breasts—he'd never seen them before. He felt himself lean in, better to observe… the dark-brown tips, she trailed them against his side, and he made a rather loud, low groaning noise as the feelings inside him seemed to peak, and his surroundings seemed to fade away…

It felt like, all the sensors inside of his casings, all the wires and ports and circuit boards inside of him all were lighting up at once with this fulfilling, incredibly pleasurable static. The wave of hypersensitivity had him shouting, his optic going wide before everything seemed to be ripped from his conscious control at once. He tried to keep looking into her eyes, but he couldn't. His back arched, he could feel himself shivering, crying out, and he gave himself over to it wholeheartedly, because it felt so _good. _

It was the most complete, wholesome _pleasure _he'd ever experienced, and as it left him, he felt immediately so relieved… the itch was gone. In its place there was heaviness, the best heaviness he'd ever felt—it weighted down his upper optic shield, his body, even the panel she stood on lowered itself a little. Oh, he was _exhausted. _

"Oh, that…" he had hardly enough energy to speak, "Oh, wow."

He felt a soft pat on his side, and the sensation of her leaning over him, pressing her cheek against him. Her right hand moved up, stroking the outside of his body gently. He was still feeling oversensitive, and she must have guessed—smart woman, she was—so she kept her touches light and gentle.

"That felt _really_ good…" Through their connection, it's almost like he can read her mind. "That really helped. Thank you."

But as soon as he's said this, how would he ever pay her back, he wondered.

With a sigh, he feels her pull him close, and for the first time since assuming control over Aperture, he feels like he could take a nap. _Another time, _he decides. Another time, he'll pay her back.

~/~/~/~/~\\\~\\\~\\\~\\\~

((sorry for the kind of lame ending!))


End file.
